Common use of Regulatory Approvals and Related Matters Clause in Contracts

Regulatory Approvals and Related Matters. (a) Each party shall use commercially reasonable efforts to file, as soon as practicable after the date of this Agreement, all notices, reports and other documents required to be filed by such party with any Governmental Body with respect to the Offer, the Merger and the other Contemplated Transactions, and to submit promptly any additional information requested by any such Governmental Body. Without limiting the generality of the foregoing, the Company and Parent shall, promptly after the date of this Agreement and in any event within ten (10) business days, prepare and file: (i) the notification and report forms required to be filed under the HSR Act in connection with the Offer, the Merger and the other Contemplated Transactions; and (ii) if required in connection with the Offer, the Merger and the other Contemplated Transactions, all notifications and other documents under all applicable foreign antitrust- or competition-related Legal Requirements. The Company and Parent shall respond as promptly as practicable to: (A) any inquiries or requests received from the Federal Trade Commission or the Department of Justice for additional information or documentation; and (B) any inquiries or requests received from any state attorney general, foreign antitrust or competition authority or other Governmental Body in connection with antitrust or competition matters. At the request of Parent, the Company shall agree to divest, sell, dispose of, hold separate or otherwise take or commit to take any other action with respect to any of the businesses, product lines or assets of the Company, provided that any such action is conditioned upon the consummation of the Offer or the Merger.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Diedrich Coffee Inc), Agreement and Plan of Merger (Diedrich Coffee Inc), Agreement and Plan of Merger (Green Mountain Coffee Roasters Inc)

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Regulatory Approvals and Related Matters. (a) Each party shall use commercially reasonable efforts to file, as soon as practicable after the date of this Agreement, all notices, reports and other documents required to be filed by such party with any Governmental Body with respect to the Offer, the Merger and the other Contemplated Transactions, and to submit promptly any additional information requested by any such Governmental Body. Without limiting the generality of the foregoing, the Company and Parent shall, (i) promptly after the date of this Agreement and in any event within ten (10) business days, prepare and file: (i) the file all notification and report forms required to be filed under the HSR Act in connection with respect to the Offer, the Merger and the other Contemplated Transactions; and (ii) promptly after the date of this Agreement, prepare and file, if required or considered advisable, in the reasonable judgment of Parent, in connection with the Offer, the Merger and the other Contemplated Transactions, all notifications and other documents under all applicable foreign antitrust- or competition-related Legal Requirements. The Company and Parent shall respond as promptly as practicable to: (A) any inquiries or requests received from the Federal Trade Commission or the Department of Justice for additional information or documentation; and (B) any inquiries or requests received from any state attorney general, foreign antitrust or competition authority or other Governmental Body in connection with antitrust or competition competition-related matters. At the request of Parent, the Company shall agree to divest, sell, dispose of, hold separate or otherwise take or commit to take any other action with respect to any of the businesses, product lines or assets of the Company, ; provided that any such action is conditioned upon the consummation of the Offer or the Merger.

Appears in 2 contracts

Samples: Agreement and Plan of Merger and Reorganization (Sonic Solutions/Ca/), Agreement and Plan of Merger and Reorganization (Rovi Corp)

Regulatory Approvals and Related Matters. (a) Each party shall use commercially its reasonable best efforts to file, as soon as practicable after the date of this Agreement, all notices, reports and other documents required to be filed by such party with any Governmental Body with respect to the Offer, the Merger and the other Contemplated Transactionstransactions contemplated by this Agreement, and to submit promptly any additional information requested by any such Governmental Body. Without limiting the generality of the foregoing, the Company and Parent shall, promptly after the date of this Agreement and in any event within ten (10) business daysAgreement, prepare and file: (i) the notification and report forms required to be filed under the HSR Act Act; (ii) any notification or other document required to be filed in connection with the Offer, the Merger and the other Contemplated Transactionsunder any applicable foreign Legal Requirement relating to antitrust or competition matters; and (iiiii) if any notification or report required in connection with by the OfferNational Industrial Security Program Operating Manual (DOD 5220.22-M) for facility and personnel security clearances, the Merger and the other Contemplated Transactions, all notifications and other documents under all applicable foreign antitrust- or competition-any related Legal RequirementsDepartment of Energy regulations. The Company and Parent shall respond as promptly as practicable to: (A) any inquiries or requests received from the Federal Trade Commission or the Department of Justice for additional information or documentation; and (B) any inquiries or requests received from any state attorney general, foreign antitrust or competition authority or other Governmental Body in connection with antitrust or competition matters; and (C) any inquiries or requests received from the Defense Security Service or the Department of Energy in connection with facility and personnel security clearances. At the request of Parent, the Company shall agree to divest, sell, dispose of, hold separate or otherwise take or commit to take any other action with respect to any of the businesses, product lines or assets of the CompanyAcquired Corporations, provided that any such action is conditioned upon the consummation of the Offer or the Merger.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Foundry Networks Inc), Agreement and Plan of Merger (Foundry Networks Inc)

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Regulatory Approvals and Related Matters. (a) Each party shall use commercially reasonable efforts to file, as soon as practicable after the date of this Agreement, all notices, reports and other documents required to be filed by such party with any Governmental Body with respect to the Offer, the Merger and the other Contemplated Transactionstransactions contemplated by this Agreement, and to submit promptly any additional information requested by any such Governmental Body. Without limiting the generality of the foregoing, the Company and Parent shall, promptly within ten business days after the date of this Agreement and in any event within ten (10) business daysAgreement, prepare and filefile or cause to be prepared and filed: (i) the notification and report forms required to be filed under the HSR Act in connection with the Offer, the Merger and the other Contemplated TransactionsAct; and (ii) if any notification or other document required to be filed in connection with the Offer, the Merger and the other Contemplated Transactions, all notifications and other documents under all any applicable foreign antitrust- Legal Requirement relating to antitrust or competition-competition matters. Parent shall pay all filing fees and related Legal Requirementsexpenses with respect to the filings contemplated by the preceding sentence. The Company and Parent shall respond as promptly as practicable to: (A) any inquiries or requests received from the Federal Trade Commission or the Antitrust Division of the Department of Justice for additional information or documentationdocumentation (including a formal request for additional information and documentary information); and (B) any inquiries or requests received from any state attorney general, foreign antitrust or competition authority or other Governmental Body in connection with antitrust or competition matters. At the request of Parent, the Company shall agree to divest, sell, dispose of, hold separate or otherwise take or commit to take any other action with respect to any of the businesses, product lines or assets of the CompanyAcquired Corporations, provided that any such action is conditioned upon the consummation of the Offer or the MergerClosing.

Appears in 1 contract

Samples: Agreement and Plan of Merger (XOOM Corp)

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